**U.S.
      SECURITIES AND EXCHANGE COMMISSION**


**Washington,
      DC 20549**








**FORM
      10-QSB**





(Mark
      One)





x  Quarterly
      Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
      1934





**For
      the Quarterly Period Ended January 31, 2007**


Or





o Transition Report Pursuant to Section 13 or 15(d) of the Exchange Act





For
      the
      Transition Period from _________ to _________





**Commission
      File Number 000-21812**








**FRANKLIN
      LAKE RESOURCES INC.**


(Exact
      name of Registrant as specified in its charter)


**Nevada**
              
              
              **52-2352724**(State
                  of Incorporation)
              
              
              (I.R.S.
                  Identification Number)
 **172
                    Starlite Street, South San Francisco, CA 94080**
                
                **(650)
                    588-0425**(Address
                    of principal executive offices)
                
                (Telephone)
 N/A(Former
                      name, former address, and formal fiscal year, if changed since
                      last
                      report)







Check
      whether issuer (1) filed all reports required to be filed by Section 13 or
      15(d)
      of the Exchange Act during the ast 12 months , and (2) has been subject to
      such
      filing requirements for the past 90 days  Yes x  No o





Indicate
      by check mark whether registrant is a shell company (as defined in Rule 12b-2
      of
      the Exchange Act)


Yes o  No x




Applicable
      Only to users Involved in Bankruptcy Proceeding during the Preceding Five
      Years  N/A





Applicable
      Only to Corporate Users -- Indicate the number of shares outstanding of each
      of
      the Issuer's classes


of
      common
      stock as of the latest practicable date  18,034,745
      shares as of February 28, 2007





Transitional
      Small Business Disclosure Format  Yes o  x








-
          1
          -


**PART
      I -- FINANCIAL STATEMENTS**





Item
      1
      Financial Statements


**FRANKLIN
                LAKE RESOURCES, INC.****(An
                Exploration Stage Company)****Balance
                Sheet**(Unaudited)January
                31,
            
            October
                31,ASSETS
            
            2007
            
            2006Current
                Assets:Cash
            
            $
            10,110
            
            $
            35,942Total
                Current Assets
            
            
            10,110
            
            
            35,942Fixed
                Assets:Office furniture & equipment
            
            
            30,101
            
            
            30,101Accumulated depreciation
            
            
            (30,101)
            
            
            (30,101)Total
                Fixed Assets
            
            
            -
            
            
            -Other
                Assets:Reclamation bond- net of estimated reclamation costs
            
            
            19,867
            
            
            19,867Water Rights
            
            
            6,250
            
            
            25,000Total Other Assets
            
            
            26,117
            
            
            44,867Total
                Assets
            
            $
            36,227
            
            $
            80,809LIABILITIES
                & SHAREHOLDERS' EQUITYCurrent
                Liabilities:Accounts payable and accrued liabilities
            
            
            9,959
            
            
            28,896Advances from officer/shareholder
            
            
            41,750Total
                Current Liabilities
            
            
            51,709
            
            
            28,896Stockholders'
                Equity:Preferred Stock, $.001 par value; authorized 5,000,000
                shares;no preferred shares outstandingCommon Stock, $.001 par value; authorized 45,000,000
                shares;17,737,745
                issued and outstanding at January 31
            
            
            17,734
            
            
            17,734Additional Paid-In Capital
            
            
            31,986,555
            
            
            31,986,555Accumulated Deficit
            
            
            (32,019,771)
            
            
            (31,952,376)Total
                Stockholders' Equity
            
            
            (15,482)
            
            
            51,913Total
                Liabilities and Stockholders' Equity
            
            $
            36,227
            
            $
            80,809See
                accompanying notes to the financial statements





-
          2
          -





**FRANKLIN
                  LAKE RESOURCES, INC.****(An
                  Exploration Stage Company)****Statements
                  of Operations**(Unaudited)3
                  months ended January 31,2007
              
              2006
              
              Cumulative
                  from date of Inception (May 23, 1986) to January 31, 2007RevenuesMaterial processing fees
              
              $
              -
              
              $
              -
              
              $
              4,585Total
                  Revenue
              
              
              -
              
              
              -
              
              
              4,585Expenses:Mineral exploration costs
              
              
              27,918
              
              
              49,918
              
              
              16,335,641Depreciation/amortization expenses
              
              
              -
              
              
              10,119
              
              
              3,720,244General and administrative
              
              
              39,477
              
              
              34,776
              
              
              10,853,477Impairment of patents & intellectualproperty
              
              
              -
              
              
              -
              
              
              1,162,792Total
                  Expenses
              
              
              67,395
              
              
              94,813
              
              
              32,072,154Other
                  Income:Gain on sale of equipment
              
              
              
              
              
              
              
              
              21,587Precious metal sales
              
              
              -
              
              
              -
              
              
              26,211Net
                  Loss
              
              
              (67,395
              )
              
              (94,813
              )
              
              (32,019,771
              )Weighted
                  Average SharesCommon Stock Outstanding
              
              
              17,737,745
              
              
              14,813,081Net
                  Loss Per Common Share(Basic and Fully Diluted)
              
              $
              (0.00
              )
              $
              (0.01
              )See
                  accompanying notes to the financial statements





-
          3
          -





**FRANKLIN
                LAKE RESOURCES, INC.****(An
                Exploration Stage Company)****Statements
                of Cash Flows**(Unaudited)3
                months ended January 31,2007
            
            2006Cash
                Flows used in Operating Activities:Net
                Loss
            
            $
            (67,395)
            
            $
            (94,813)Adjustments
                to reconcile net loss to net cashProvided
                by operating activities:Amortization / depreciation
            
            
            -
            
            
            10,119Common stock issued for compensation, rent and expenses
            
            
            -
            
            
            21,750Changes
                to Operating Assets and Liabilities:(Increase) decrease in prepaid expenses
            
            
            -
            
            
            -(Increase) refund of reclamation bonds outstanding
            
            
            -
            
            
            -Increase in Advances from officer/shareholder
            
            
            21,750Increase (decrease) in accounts payable and accrued
                liabilities
            
            
            (187)
            
            
            1,136Net
                cash used in operations
            
            
            (45,832)
            
            
            (61,808)Cash
                Flows used by Investing Activities:Purchases of plant & equipment
            
            
            -
            
            
            -Acquisition of mineral properties
            
            
            -
            
            
            -Total Cash Flows Used by Investing Activities
            
            
            -
            
            
            -Cash
                Flows from Financing Activities:Advances from officer/shareholder
            
            
            20,000Common stock issued for cash
            
            
            -
            
            
            60,200Cash Flows from Financing Activities
            
            
            -
            
            
            60,200Net
                Increase (Decrease) in Cash
            
            
            (25,832)
            
            
            (1,608)Cash
                at Beginning of Period
            
            
            35,942
            
            
            8,652Cash
                at End of Period
            
            $
            10,110
            
            $
            7,044See
                accompanying notes to the financial statements







-
          4
          -








**FRANKLIN
      LAKE RESOURCES, INC.**


(Formerly
      Naxos Resources, Ltd.)


(An
      Exploration Stage Company)


**Notes
      to Interim Financial Statements**


**January
      31, 2007**








**1.
      HISTORY**





Franklin
      Lake Resources Inc. ("FKLR" or "Company") was originally incorporated as Naxos
      Resources Ltd. ("Naxos") in British Columbia under the Canada Business
      Corporations Act on May 23, 1986, with its principal place of business in
      Vancouver. In the year 2000, the Company moved its executive and administrative
      offices to South San Francisco, California, effectively ending its business
      connections in Canada. On October 15, 2001, the shareholders approved the
      redomiciliation of the Company to the United States. On October 29, 2001,
      Articles of Incorporation and Articles of Domestication were filed with the
      Secretary of State of Nevada and Naxos was "continued" as a Nevada corporation
      under the name of Franklin Lake Resources Inc. On January 3, 2002, Industry
      Canada issued a Certificate of Discontinuance, formally ending the Company's
      legal ties to Canada. On January 9, 2002, the name change (to Franklin Lake
      Resources Inc.) became effective for trading purposes. At the same time, a
      reverse split of the Company's shares on the basis of one new share for each
      ten
      shares held also became effective and the Company received a new symbol, FKLR.





The
      Company is in the business of exploring for precious metals, developing
      processes for extracting them from the earth, and, if warranted, developing
      sites for possible development. The Company's principal property consists of
      interests in 58 placer association claims, covering approximately 8,000 acres,
      at Franklin Lake, near Death Valley Junction, California, on land owned by
      the
      United States government and managed by the Bureau of Land Management (BLM).





The
      Company is an exploration stage company as defined in Statement on Financial
      Accounting Standard No. 7 (SFAS 7) (Accounting and Reporting by Development
      Stage Companies). Further, as a “reporting company” pursuant to the Securities
      Exchange Act of 1934, as amended, the Company’s financial reports include the
      information required by provisions of Regulation S-X under that Act, and
      specifically Industry Guide 7 therein, applicable to the companies engaged
      in
      mineral exploration and development.





**Basis
      of Presentation**





The
      Interim financial statements of the Company for the three months ended January
      31, 2007, were not audited. The financial statements are prepared in accordance
      with the requirements for unaudited interim periods, and consequently do not
      include all disclosures required to be in conformity with accounting principles
      generally accepted in the United States of America.





These
      financial statements reflect all adjustments that, in the opinion of management,
      are necessary to present fairly the results of operations for the interim
      periods presented. All adjustments are of a normal recurring nature, unless
      otherwise disclosed.





**2.
      SIGNIFICANT ACCOUNTING POLICIES**





(a)
            Accounting
                Methods





The
      Company recognizes income and expense based on the accrual method of
      accounting.




(b)
            Use
                of Estimates





The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amount of assets and liabilities and disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.








-
          5
          -


**FRANKLIN
      LAKE RESOURCES, INC** .


(Formerly
      Naxos Resources, Ltd.)


(An
      Exploration Stage Company)


**Notes
      to Interim Financial Statements**


**January
      31, 2007**





(c)  Dividend
      Policy





The
      Company has not adopted a policy regarding the payment of dividends and does
      not
      anticipate payment of dividends in the foreseeable future.





(d)  Mineral
      Properties and Equipment





The
      Company has expensed the costs of acquiring and exploring its properties during
      the periods in which they were incurred, and will continue to do so until it
      is
      able to determine that commercially recoverable ore reserves are present on
      the
      properties. If it determines that such reserves exist, it will capitalize
      further costs.





Reclamation
      bonds for which the Company has posted refundable cash deposits cover the
      restoration and rehabilitation of the Company’s BLM properties. The Company does
      not believe that it has significant environmental, rehabilitation or restoration
      expenses for the exploration operations it has conducted to date. The Company
      believes that its cash deposits could be refunded without significant additional
      expenditures to restore its exploration properties. The Company has not recorded
      an increase in the estimated recoverable deposits until it has received a more
      formal notification of its reduced exposure to environmental, rehabilitation,
      and restoration expenses. The Company has a deposit in the amount of $58,000
      available to cover reclamation costs. The Company has reflected a net
      recoverable value of $19,867 based upon estimates of those costs. The Company
      will reflect an increase in the value of its deposits when it is able to reduce
      them based upon regulatory approvals and a refund of its deposit.





(e)  Basic
      and
      Dilutive Net Income (Loss) Per Share





Basic
      net
      income (loss) per share amounts are computed based on the weighted average
      number of shares actively outstanding in accordance with SFAS 128 “Earnings Per
      Share.” Diluted net income (loss) per share amounts are computed using the
      weighted average number of common shares and common equivalent shares
      outstanding as if shares had been issued on the exercise of any common share
      rights unless the exercise becomes antidultive and then only the basic per
      share
      amounts are shown in the report.





(f)  Comprehensive
      Income





The
      Company adopted SFAS 130, “Reporting Comprehensive Income”, which requires
      inclusion of foreign currency translation adjustments, reported separately
      in
      its Statement of Stockholders’ Equity, in other comprehensive income. Such
      amounts are immaterial and have not been reported separately. The Company had
      no
      other forms of comprehensive income since inception.





(g)  Stock
      Based Compensation





The
      Company has elected to follow Accounting Principles Board Opinion 25 (APB 25)
      and related interpretations in accounting for its employee stock options. Under
      APB 25, when the exercise price of employee stock options is equal to the
      estimated market price of the stock on the date of grant, no compensation
      expense is recorded. The Company has adopted the disclosure-only provisions
      of
      SFAS 123 with respect to employee stock options.





(h)  Income
      Taxes





The
      Company utilizes the liability method of accounting for income taxes. Under
      the
      liability method, deferred tax assets and liabilities are determined based
      on
      the differences between financial reporting and the tax bases of the assets
      and
      liabilities and are measured using the enacted tax rates and laws that will
      be
      in effect, when the differences are expected to reverse.  An
      allowance against deferred tax assets is recognized when it is more likely
      than
      not, that such tax benefit will not be realized. On January 31, 2007, the
      Company had estimated net operating losses to be carried forward in the amounts
      of $31,600,000. The tax benefit of approximately $4,680,000 at January 31,
      2007
      has been fully offset by a valuation reserve because the use of the future
      benefit is doubtful since the Company has not generated taxable income since
      inception. The net operating loss expires in varying amounts generally annually
      through 2025.








-
            6
            -


**FRANKLIN
      LAKE RESOURCES, INC.**


(Formerly
      Naxos Resources, Ltd.)


(An
      Exploration Stage Company)


**Notes
      to Interim Financial Statements**


**January
      31, 2007**








Due
      to
      the uncertainty regarding the Company’s future profitability, the future tax
      benefits of its losses have been fully reserved and no net tax benefit has
      been
      recorded in these financial statements.





(i)  Fair
      Value of Financial Instruments





The
      respective carrying value of certain on-balance-sheet financial instruments
      approximated their fair values. These financial instruments include cash, tax
      credit recoverable, reclamation bond, accounts payable and accrued liabilities,
      amount due to a director and loan payable.





(j)  Recent
      Accounting Pronouncements





The
      Company does not expect that the adoption of other recent account pronouncements
      will have a material effect on its financial statements.





(k)  Revenue
      Recognition





Revenue
      will be recognized on the sale and delivery of a product or the completion
      of a
      service provided.





(l)  Statement
      of Cash Flows





For
      the
      purposes of the statement of cash flows, the Company considers all highly liquid
      investments with a maturity of three months or less to be cash
      equivalents.





(m)  Financial
      and Concentration Risk





The
      Company does not have any concentration or related financial credit
      risk.




**3.
      COMMON STOCK**





The
      trading volume of the Company’s shares is low and the price per share is highly
      volatile based upon relatively small amounts of trading activity. The price
      of
      shares in sales by the Company for cash and the values of shares issued in
      other
      transactions are determined by private negotiations between the parties
      involved. The Company did not issue any shares during the three months ended
      January 31, 2007, but received management
      services and rental space and related services having an agreed value of
      $21,750, and also received $20,000 in cash advances. If shares had been issued,
      the president of the Company would have received 417,500 shares of Company
      stock. The shares will be issued during the second quarter, along with
      additional shares for services and further advances the president has agreed
      to
      make. Just a few days after the end of the first quarter, the Company received
      $25,000 from an existing stockholder in a private placement. In return, the
      company issued to him 100,000 shares of common stock at $0.25 per share and
      a
      warrant to purchase an additional 100,000 shares at the same price for a period
      of one year.




**4.
        RELATED PARTY TRANSACTIONS AND OPERATING LEASES**
 
 The
        Company has received cash advances, management services, office space (including
        supplies and overhead), and use of land and buildings for its new testing
        and
        production facility, from its president. The management services, office
        space,
        and land and buildings are payable only in shares of Company stock, not in
        cash.











-
          7
          -








**FRANKLIN
      LAKE RESOURCES, INC.**


(Formerly
      Naxos Resources, Ltd.)


(An
      Exploration Stage Company)


**Notes
      to Interim Financial Statements**


**January
      31, 2007**





**5.
      STOCK OPTIONS & WARRANTS**





The
      Company accounts for its stock options and warrants in accordance with APB
      25
“Accounting for Stock Issued to Employees”. Under APB 25, no compensation is
      recognized when the exercise price of employee options is equal to the fair
      market value of the underlying stock on the date of the grant. For each of
      the
      Company’s stock options, the exercise price was equal to the estimated fair
      market value of the shares at the date of the grant.





In
      2004,
      the Company granted 2,000,000 five-year stock options to two officers of
      the Company as consideration for their past services and as incentive for future
      services. All options were vested immediately and are exercisable at a price
      equal to the fair market value on the date of the grant.  In October 2006
      (the last month of the preceding fiscal year), 230,770 options were excersied
      by
      an officer.  As of January 31, 2007, there were 1,769,230 options and
      2,700,000 warrants outstanding. 819,500 of the warrants were scheduled to expire
      on January 31, 2007, and the remainder were scheduled to expire in varying
      numbers at the end of each of the subsequent quarters during the current fiscal
      year ending October 31, 2007 (as detailed in the Company's Annual Report on
      Form
      10-KSB for the year ended October 31, 2006). In January, however, the board
      of
      directors extended expiration dates of all such warrants for a period of one
      year, so that the warrants will now expire on January 31, 2008, and at the
      end
      of the following quarters during the fiscal year ending October 31,
      2008.





**6.
      METALS EXTRACTION AGREEMENT**





On
      November 30, 2004, the Company entered into a Metals Extraction Agreement with
      MR3 Systems, Inc. (MR3) whereby both parties agreed to jointly build and operate
      a facility at the “Amargosa” site to process Source Material from Franklin Lake
      Playa in order to extract precious metals for sale to refiners and other third
      parties. As part of the agreement MR3 was to obtain financing to construct
      and
      operate the facility. MR3 had represented to the Company that it had developed
      the technology necessary for such extraction.





Subsequent
      to the end of the fiscal year on October 31, 2005, management of the Company
      made a determination that MR3 had not met its obligations under the agreement.
      On November 21, 2005 management sent a letter to MR3 in which the Company
      terminated the agreement. As of March 2, 2007, MR3 has not given the Company
      any
      notice that it disagrees with any of the facts or conclusions in the letter
      or
      that it disputes the termination.





**7.
      GOING CONCERN**





The
      accompanying consolidated financial statements have been prepared in conformity
      with generally accepted accounting
      principles, which contemplate continuation of the Company


as
      a
      going concern.





The
      Company has incurred losses since its inception and has not yet been successful
      in establishing profitable operations. These factors raise substantial doubt
      about the ability of the Company to continue as a going concern. Continuance
      of
      the Company as a going concern is dependent upon obtaining additional working
      capital through loans and/or additional sales of the Company’s common stock.
      There is no assurance that the Company will be successful in raising this
      additional capital or achieving profitable operations. The accompanying
      financial statements do not include any adjustments that might result from
      the
      outcome of these uncertainties.














-
          8
          -





Item
      2
      -- Management's Discussion and Analysis or Plan of Operation





In
      April
      2006, we filed an application for our pilot plant testing facility in Amargosa Valley,
      Nevada, with the State's Division of Environmental Protection. In addition
      to
      routine


questions
      and requests for additional information, they also required that we verify
      that
      we will
      have
      adequate water resources to operate the facility. Accordingly, we entered into
      a
      contract to purchase 10 acre-feet of water rights, at a total cost of
      $25,000.00, one-fourth of which, $6,250.00, was paid during the fourth quarter
      of fiscal 2006, with the balance being payable in January 2007. Before making
      that payment, however, we renegotiated the contract and agreed to purchase
      only
      two acre-feet of water, for which we would pay $6,250; since this was the amount
      we had already paid, no further payment was due.





We
      have
      also filed an application to the Bureau of Land Management of the Federal
      Government for permission to extract the dirt we will need from our claims
      at
      Franklin Lake, and we are awaiting its action.





We
      are
      currently working with three different types of concentrators and attempting
      to
      determine the most effective method of concentrating the raw material and also
      the most efficient means of processing the resulting concentrate. We are also
      seeking to obtain the few pieces of additional equipment we still need. If
      we
      can do these steps effectively, we should be able to begin using our pilot
      plant
      promptly after we receive the appropriate governmental approvals. Our goal
      is to
      be able to process three to five tons per day on a regular and consistent basis.
      At the same time, this should allow us to work out any kinks that may exist
      in
      the equipment and processes and to achieve a better yield of gold from our
      material.





We
      do not
      expect the early operation of the pilot plant to be profitable. Accordingly,
      as
      our results warrant, we will increase our production in an attempt to achieve
      profitability as soon as possible. At this time, we have no way of knowing
      when,
      or if, that will happen.





Although
      we had previously stated that we believed we would know, by October 31, 2006,
      with a higher degree of reliability than before, whether we would ultimately
      be
      able to develop an economically viable business, we do not yet have that answer.
      If, however, it does turn out that the likelihood of success is positive, the
      company will require funds for additional equipment for the pilot plant,
      technical and professional consultants, additional technical staff, claims
      maintenance fees, accounting and auditing, the purchase of water rights, ongoing
      administrative expenses, and a contingency reserve. We estimate these items
      will
      require additional funds of approximately $300,000 to $500,000 to cover the
      next
      six months to one year. This is a substantially greater sum than the company
      has
      been able to raise in recent years, and, if it cannot obtain such funds, it
      probably will not be able to continue in business.





At
      the
      end of fiscal year on October 31, 2006, we had approximately $36,000 cash on
      hand. All of the funds received during that year and the prior year were from
      Father Gregory Ofiesh, our president, a total of $500,000. Still unable to
      find
      other investors, during the first quarter of this year, he promised the board
      of
      directors that he would invest another $100,000 by exercising warrants he has
      received in connection with prior investments, and he made two payments of
      a
      total of $20,000. Then, at the end of the quarter on January 31, 2007, cash
      on
      hand was approximately $10,100. Shortly after this, the company received $25,000
      from an existing stockholder in a private placement, and then, at the end of
      February, we had approximately $18,100 on hand.





Item
      3
      -- Controls and Procedures





Evaluation
      of Disclosure Controls and Procedures





As
      of the
      end of the period covered by this report, an evaluation was made by our chief
      executive officer, who is also our acting chief financial officer, of the
      effectiveness of our disclosure controls and procedures (as defined in Rule
      13a-15(e), under the Securities Exchange Act of 1934 ("Act")). Based on that
      evaluation, our chief executive officer, in that capacity and in his capacity
      as
      acting chief financial officer, concluded that these disclosure controls and
      procedures were effective as of that time. In addition, no change in our
      internal control over financial reporting
      (as defined in Rule 13a-15(f), under the Act) occurred during our most recent
      fiscal quarter
      that has materially affected, or is reasonably likely to affect, our internal
      control over financial
      reporting.





Changes
      in Internal controls





There
      were no significant changes in the company's internal controls or in other
      factors that
      could significantly affect those controls since the most recent evaluation
      of
      such controls.


-
          9
          -








**PART
      II -- OTHER INFORMATION**





Item
      1
      -- Legal Proceedings





None





Item
      2
      -- Unregistered Sales of Equity Securities and Use of Proceeds





During
      the period covered by this Report, the Company the Company became obligated
      to
      issue 217,500 shares of common stock to Father Gregory Ofiesh in exchange for
      management services and rent, and another 200,000 shares to him upon his
      exercise of warrants. A few days after the end of the period, the Company
      received $25,000 in a private placement from an existing stock- holder, in
      exchange for 100,000 shares of common stock and a warrant to purchase another
      100,000 shares at the same price ($0.25 per share) for one year.





Item
      3
      -- Defaults upon Senior Securities





None





Item
      4
      -- Submission of Matters to a Vote of Security Holders





None





Item
      5
      -- Other Information





None





Item
      6
      -- Exhibits and Reports on Form 8-K (including Reports filed after the period


covered
      hereby)





EXHIBITSExhibit
                No.
            Description31.1
            Rule
                13a-14(a)/15d-14(a) Certifications32.1
            Certification
                under Section 906 of the Sarbanes-Oxley Act (18 U.S.C.
                1350)REPORTS
                ON FORM 8-KFiling
                Date
            Subject11-13-06
            Annual
                meeting was a success; Roger Graham exercises options02-15-07
            Plans
                for 5 Ton test; funding in private placement; audit
                completed













-
          10
          -








**SIGNATURES**





Pursuant
      to the requirements of the Securities Exchange Act of 1934, the Registrant
      has
      duly caused
      this report to be signed on its behalf by the undersigned, duly
      authorized.





Date
                March 12, 2007**Franklin
                Lake Resources Inc.**(Registrant)By/s/
                Father Gregory OfieshFather
                Gregory OfieshPresident
                and Chief Executive Officer


















































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